The prompt for this came from Lady Q at The Spander Files, though she doesn't know it... "BTVS AU: Xander teaches Willow a lesson she will never forget". I wanted to write something and nothing I've been working on could hold my attention for longer than a sentence...

It's on the dark side, what with the character death and the Vamp!Xander but it's a little itty bitty one shot...

See Jane (mrscakeakajane) this is what happens when you tell me to work on another fandom! In an unrelated matter, Happy Birthday Jane! The best gift you can give a writer is a review so go leave a review for her one of her great fics, and don't forget about this one too! ;-P

Lessons

He grinned as he watched the lithe redhead slowly come awake, as she hung from the manacles that held her thin, delicate wrists.

She was so pretty, or at least she had been, before he had taken scissors to her soft, beautiful, red locks, their princess had wanted to make a wig of it for herself.

And well her eyes were badly swollen thanks to the punch he had delivered to knock her out.

And she was covered in bruises and burns and fine cuts.

'Xander,' she moaned as she tried to open her eyes.

'I'm here Wills,' he said softly, as he gently stroked her bleeding cheek, she winced.

'What's going on?' she asked, peering at him with the one eye that could open.

'A lesson, as it were,' a blonde saddled up next to Xander, moulding himself to her friend, rubbing his obvious erection against him. His hand delved into the back of Xander's pants and he bucked, groaning in pleasure as he pushed back against the hand.

Willow's eyes widened as she tried to scramble back away from the vampire, but she only succeeded in spinning herself around, 'Don't you touch him! Xander, get away from him, he's evil,' she shouted as she tried to chant a spell, any spell she could remember.

Suddenly there was tape over her mouth, 'can't have that now, can we Red,' the blonde vampire tsked.

She turned big, pleading eyes to her childhood friend. She just wanted to know what was going on, why Xander wasn't Xander anymore.

'Wills, you brought this on yourself,' Xander replied almost sadly, before he, too, revealed a rigid forehead and elongated canines.

'It's... gods, Will, you have no idea what it's like,' Xander raved, as he continued to fuck himself on Spike's fingers. 'It's out of this world, everything is so bright and clear and I can hear everything. I can hear the blood in your veins Will, it sings to me,' he said before he licked her neck, then the cut on her cheek.

Tears spilled out of her eyes as she whimpered. Xander had used a very sharp knife to draw random designs on her flesh and they stung. Spike, however, had driven railroad spikes through her hands, not to hold her down to anything. He had done it simply because he could.

'Oh good, the little witch is awake,' two more figures entered the room.

'Can I play with her Daddy?' Drusilla asked as she practically skipped around Angelus. There was a hastily made wig on her head that had once been Willow's hair and it was all she was wearing. That and the blood she was covered with. Willow didn't want to know whose, afraid that it was someone that she cared about.

'No, child, this one is for the dark kitten and our Spike,' he replied as he openly groped her, she sucked the blood from his fingers. She moaned and let him do whatever he wanted to her. his erection obvious since he was only wearing a pair of tattered trousers.

Willow would have cried out if her mouth hadn't been covered, as it was only giant tears slipped down her cheeks, as the two youngest members of the quartet suddenly lunged at her throat, tearing into the flesh.

Angelus and Drusilla watched as their Boys feasted on the witch's blood. Blood which was only slightly less of an aphrodisiac then Slayers blood and it only took a moment before he had her bent over the nearest table with her legs spread apart, both moaned as he thrust into her.

Finally the younger pair let go of the witch and she hung limply from the manacles, Spike pushed her away and devoured Xander's mouth as he pushed the brunet to a table. He pushed Xander onto his back and as he slicked his cock with the pre-cum that was already leaking out of the tip and Xander held his legs to his chest, opening himself up for the blonde. Spike mashed their mouths together for a brutal kiss that was all teeth and tongue and blood before pushing into Xander's very willing hole. Xander pushed back, loving every second of it as he wrapped his legs around Spike and clawed his back.

Spike sank his fangs into Xander's shoulder as the boy bucked beneath him. with a wordless cry Xander had his own fangs in Spike's throat.

It was the last thing Willow saw as her world went black, but she now knew that Xander was right, she shouldn't have been playing with the magic that she had been.

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